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COMPLIANCE-CALENDAR-FOR-LISTED-COMPANIES
COMPLIANCE CALENDAR FOR LISTED COMPANIES
1. Introduction
The Companies Act, 2013, introduced in 2014, has significantly increased the compliance burden for companies of various types. This includes Private Limited Companies, Public Limited Companies, Listed Companies, Small Companies, Section-8 Companies, and One Person Companies (OPCs). To enhance transparency, the Ministry of Corporate Affairs (MCA) and the Securities and Exchange Board of India (SEBI) frequently issue amendments through circulars and notifications. Companies must adhere to all applicable compliances within specified due dates to avoid heavy penalties.
This article categorizes various compliances based on:
Event-based compliances: Triggered by specific events, e.g., filing E-form INC-22 on shifting the registered office.
Time-based compliance: Required annually, half-yearly, or quarterly, e.g., filing E-form AOC-4 and MGT-7.
Specific Criteria based Compliance: Some compliances are based on criteria like paid-up share capital, turnover, or other specific requirements.
In addition to Companies Act, 2013, listed companies must comply with SEBI regulations such as:
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
SEBI (Depositories and Participants) Regulations, 2018
SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011
SEBI (Prohibition of Insider Trading) Regulations, 2015
The article also discusses AGM, minimum Board Meetings/Committee Meetings, and provides a detailed compliance calendar for listed companies.
2. Compliance Calendar for Listed Companies
Compliances under Companies Act, 2013
|
Applicable Law |
Triggering Provision |
Compliance |
Statutory Timeline |
Due Date |
Required Form |
Reporting Authority |
|
Companies Act, 2013 |
Section 10A |
Declaration of commencement of business |
Within 180 days from the incorporation date |
Within 180 days from the incorporation date |
INC-20A |
ROC |
|
Companies Act, 2013 |
Section 89(6) |
Intimation of declaration received under Section 89 |
Within 30 days from the receipt of declaration |
Within 30 days from the receipt of declaration |
MGT-6 |
ROC |
|
Companies Act, 2013 |
Section 90(4) |
Intimation of declaration received under Section 90 |
Within 30 days from the receipt of declaration |
Within 30 days from the receipt of declaration |
BEN-2 |
ROC |
|
Companies Act, 2013 |
Rule 12A of Companies (Appointment and Qualification of Directors) Rules 2014 |
Directors’ KYC by every Individual who holds a DIN |
Within 6 months from end of the financial year |
30th September |
DIR – 3 KYC |
ROC |
|
Companies Act, 2013 |
Section 139 |
Intimation regarding the appointment of Statutory Auditor |
Within 15 days of the appointment of an auditor |
Within 15 days of the appointment of an auditor |
ADT – 1 |
ROC |
|
Companies Act, 2013 |
Section 139(6) |
Notice to the Registrar for appointment of First Statutory Auditor |
Appoint within 30 days from the incorporation date |
Within 30 days from the incorporation date |
ADT – 1 |
ROC |
|
Companies Act, 2013 |
Section 140 |
Intimation regarding the resignation of Statutory Auditor |
Within 30 days from the date of the resignation |
Within 30 days from the date of the resignation |
ADT – 3 |
ROC |
|
Companies Act, 2013 |
Section 117 |
Filing of Resolution and agreements as specified in Section 117 (3) |
Within 30 days of the passing of resolution/entering into an agreement |
Within 30 days of the passing of resolution/entering into an agreement |
MGT – 14 |
ROC |
|
Companies Act, 2013 |
Section 179 (3) (g) |
Adoption of Financials and Director Report |
Within 30 days of Board Meeting approving the Financial Statement |
Within 30 days of Board Meeting approving the Financial Statement |
MGT – 14 |
ROC |
|
Companies Act, 2013 |
Section-12 |
Intimation of Change in the Registered Office |
Within 30 days of the change of the address |
Within 30 days of the change of the address |
INC-22 |
ROC |
|
Companies Act, 2013 |
Rule 9A of Companies (Prospectus and Allotment of Securities) Rules, 2014 |
Reconciliation of Share Capital Audit Report (Half-Yearly) |
Within 60 days from the conclusion of each half-year |
30th May (For Oct-Mar), 29th November (For Apr-Sep) |
PAS – 6 |
ROC |
|
Companies Act, 2013 |
Order dated 22 January 2019 issued under Section 405 |
Return in respect of outstanding payments to Micro or Small Enterprise |
Within 1 month from the conclusion of each half-year |
31st October (For Apr-Sep), 30th April (For Oct-Mar) |
MSME-1 |
ROC |
|
Companies Act, 2013 |
Rule 5 (8) of IEPF Authority (Accounting, Audit, Transfer, and Refund) Rules, 2016 |
Statement of unclaimed and unpaid amounts as specified in section 125 |
Within a period of 60 days after the holding of AGM |
Within a period of 60 days after the holding of AGM |
IEPF -2 |
ROC |
|
Companies Act, 2013 |
Rule 16 of Companies (Acceptance of Deposits) Rules, 2014 |
Return of deposit or particulars of transaction not considered as a deposit or both |
On or before 30th June of every year |
30th June |
DPT-3 |
ROC |
|
Companies Act, 2013 |
Section 137 |
Filing of annual accounts |
30 days from the date of AGM |
Within 30 days from the date of AGM |
AOC-4 XBRL |
ROC |
|
Companies Act, 2013 |
Section 92 |
Filing of annual return |
To be filed within 60 days from the conclusion of AGM |
Within 60 days from the date of AGM |
E – Form MGT – 7 |
ROC |
|
Companies Act, 2013 |
Section 184 |
Disclosure of Interest by Director |
1st Board Meeting AND whenever there is a change in the disclosures already made |
1st Board Meeting AND whenever there is a change in the disclosures already made |
MBP-1 |
NA (Director discloses this to the Company) |
|
Companies Act, 2013 |
Section 121 |
Report on Annual General Meeting |
Within 30 days from the date of AGM |
Within 30 days from the date of AGM |
MGT-15 |
ROC |
2. Compliances under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
Quarterly Compliance under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
|
Regulation |
Compliance |
Timeline |
Due Date |
|
27(2)(a) |
Corporate Governance Report |
Within 15 days from the end of the quarter |
By 15th July, 15th October, 15th January, 15th April |
|
Regulation 31 (1) (b) |
Disclosure of Shareholding Pattern |
Within 21 days from the end of the quarter |
By 21st July, 21st October, 21st January, 21st April |
|
Regulation 33 (3) (a) |
Financial Results along with Limited review report/Auditor’s report |
Within 45 days from the end of the quarter except the last quarter |
By 14th August, 14th November, 14th February, 30th May |
|
Regulation 13 (3) |
Statement of Grievance Redressal Mechanism |
Within 21 days from the end of the quarter |
By 21st July, 21st October, 21st January, 21st April |
|
Regulation 32 (1) read with Circular No. CIR/CFD/CMD1/162/2019, DATED 24-12-2019 |
Statement of deviation(s) or variation(s) |
Within 45/60 days from the end of the quarter |
By 14th August, 14th November, 14th February, 30th May |
Half-Yearly Compliance under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
|
Regulation |
Compliance |
Timeline |
Due Date |
|
Regulation 23 (9) |
Disclosures of related party transactions |
Within 15 days of publication of Financial results |
Within 15 days of publication of Financial results |
Annual Compliance under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
|
Regulation |
Compliance |
Timeline |
Due Date |
|
Regulation 24A |
Secretarial Compliance Report |
Within 60 days of the end of the financial year |
By 30th May every year |
|
Regulation 26 (3) |
Annual affirmations for compliance with the code of conduct |
At the 1st BM in every Financial Year |
At the 1st Board Meeting in every Financial Year |
|
Regulation 7 (3) |
Compliance certificate by the share transfer agent |
Within 30 days from the end of the financial year |
By 30th April |
|
Regulation 14 |
Payment of listing fees & Other charges |
Within 1 month of the end of 31st March every year |
By 30th April |
|
Regulation 33 (3) (d) |
Financial Results along with Auditor’s Report |
Within 60 days from the end of the financial year |
By 30th May every year |
|
Regulation 34(1) |
Annual Report |
Not later than the day of commencement of dispatch to its shareholders |
Not less than 21 days before the AGM |
|
Regulation 40 (10) |
Transfer or transmission or transposition of securities |
Within 30 days from the end of the financial year |
By 30th April |
|
Circular No. SEBI/HO/DDHS/CIR/P/2018/144 |
Initial Disclosure requirements for large entities |
Within 30 days from the beginning of the FY |
By 30th April |
|
Circular No. SEBI/HO/DDHS/CIR/P/2018/144 |
Annual Disclosure requirements for large entities |
Within 45 days of the end of the FY |
By 15th May |
|
Regulation 40 (9) |
Certificate from Practicing Company Secretary |
Within 30 days of the end of the financial year |
By 30th April |
|
Regulation 44(3) |
Submission of Voting Results to Stock Exchange |
Within two working days of the conclusion of the General Meeting |
--- |
Event Based Compliance under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
|
Regulation |
Compliance |
Timeline |
|
Regulation 7(5) |
Intimation of the appointment of Share Transfer Agent |
Within 7 days of Agreement with RTA |
|
Regulation 28 (1) |
In-principal approval of recognized stock exchange(s) |
Before issuing securities |
|
Regulation 29 (1) (b) to (f) and Regulation 29(2) |
Prior intimation of Board meeting for Buyback, Dividend, Raising of Funds, Voluntary Delisting, Bonus, etc. |
At least two working days in advance, excluding the date of the intimation and date of the meeting |
|
Regulation 29 (1) (a) and Regulation 29(2) |
Prior intimation of Board meeting for Financial Results |
At least five days in advance (excluding the date of the intimation and date of the meeting) |
|
Regulation 29(3) |
Prior intimation of Board Meeting for alteration in the nature of securities, etc. |
At least eleven working days in advance |
|
Regulation 30 (6) |
Disclosure of events or information |
Disclose within 30 minutes, 12 hours, or 24 hours, depending on the nature of the event |
|
Regulation 30 (11) |
Top listed entities to verify market rumours |
Within 24 hours from the reporting of the event or information |
|
Regulation 31(1)(a) |
Shareholding Pattern prior to listing of securities |
One day prior to listing of securities |
|
Regulation 31(1)(c) |
Shareholding Pattern in case of capital restructuring |
Within 10 days of any change in capital +/- 2% |
|
Regulation 37(2) |
Draft Scheme of arrangement |
Obtain observation letter or No-objection letter from the stock exchange(s) before filing the scheme with any court or tribunal |
|
Regulation 39(3) |
Loss of share certificates and issue of duplicate certificates |
Within two days of getting information |
|
Regulation 44(3) |
Voting Results |
Within two working days of the conclusion of the General Meeting |
|
Regulation 45(3) |
Change in name |
A Certificate from Practicing CA to be annexed in explanatory statement to the notice seeking shareholder’s approval for change in the name |
|
Regulation 46 |
Website |
The listed entity shall maintain a functional website containing basic information about the listed entity |
3. Compliances under SEBI (Depositories and Participants) Regulations, 2018
|
Regulation |
Compliance |
Timeline |
Due Date |
|
Regulation 76 |
Reconciliation of Shares and Capital Audit |
Within 30 days from the end of the quarter |
By 30th July/October/ January/ April |
|
Regulation 74 (5) |
Processing of Demat requests form by Issuer/RTAs |
Within 15 days from the end of each quarter |
By 15th July/October/ January/ April |
???????Compliances under SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011
|
Regulation |
Compliance |
Timeline |
Due Date |
Reporting Authority |
|
Regulation 31(1) read with Regulation 31(3) |
Disclosure of details of shares in such target company encumbered |
Within 7 working days from the creation or invocation or release of encumbrance |
Within 7 working days from the creation or invocation or release of encumbrance |
Every Stock Exchange where the shares of the target company are listed and the target company at its registered office |
|
Regulation 31(2) read with Regulation 31(3) |
Disclosure of any invocation of such encumbrance or release of such encumbrance |
Within 7 working days from the creation or invocation or release of encumbrance |
Within 7 working days from the creation or invocation or release of encumbrance |
Every Stock Exchange where the shares of the target company are listed and the target company at its registered office |
|
Regulation 31(4) read with Regulation 31(5) |
Declaration on a yearly basis regarding encumbrance |
Within 7 working days from the end of each financial year |
Within 7 working days from the end of each financial year |
Every Stock Exchange where the shares of the target company are listed and The Audit Committee of the target company |
???????4. Compliances under SEBI (Prohibition of Insider Trading) Regulations, 2015
|
Regulation |
Compliance |
Timeline |
Due Date |
|
Regulation 7(2) |
Continual Disclosures |
Within two trading days of receipt of the disclosure or from becoming aware of such information |
Within two trading days of receipt of the disclosure or from becoming aware of such information |
|
Regulation 30 (6) |
Disclosure of events or information |
Disclose within 30 minutes, 12 hours, or 24 hours, depending on the nature of the event |
|
|
Regulation 30 (11) |
Top listed entities to verify market rumours |
Within 24 hours from the reporting of the event or information |
|
|
Regulation 31(1)(a) |
Shareholding Pattern prior to listing of securities |
One day prior to listing of securities |
|
|
Regulation 31(1)(c) |
Shareholding Pattern in case of capital restructuring |
Within 10 days of any change in capital +/- 2% |
|
|
Regulation 37(2) |
Draft Scheme of arrangement |
Obtain observation letter or No-objection letter from the stock exchange(s) before filing the scheme with any court or tribunal |
|
|
Regulation 39(3) |
Loss of share certificates and issue of duplicate certificates |
Within two days of getting information |
|
|
Regulation 44(3) |
Voting Results |
Within two working days of the conclusion of the General Meeting |
|
|
Regulation 45(3) |
Change in name |
A Certificate from Practicing CA to be annexed in explanatory statement to the notice seeking shareholder’s approval for change in the name |
|
|
Regulation 46 |
Website |
The listed entity shall maintain a functional website containing basic information about the listed entity |
|
This detailed Compliance Calendar provides a comprehensive overview of the compliance requirements for listed companies, both under the Companies Act, 2013, and SEBI regulations. It is essential for companies to diligently adhere to these timelines to ensure regulatory compliance and avoid penalties.
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Article Compiled by:-
Mayank Garg
(LegalMantra.net Team)
+91 9582627751
Disclaimer: Every effort has been made to avoid errors or omissions in this material in spite of this, errors may creep in. Any mistake, error or discrepancy noted may be brought to our notice which shall be taken care of in the next edition In no event the author shall be liable for any direct indirect, special or incidental damage resulting from or arising out of or in connection with the use of this information Many sources have been considered including Newspapers, Journals, Bare Acts, Case Materials , Charted Secretary, Research Papers etc.